Vesting Contract Clauses (4,221)

Vesting. (a) Regular Vesting. Except as otherwise provided in the Plan or in this Section 2, your RSUs will vest ratably in three (3) equal annual increments commencing on the first (1st) anniversary of the Date of Grant. (b) Accelerated Vesting. (1) In addition to the vesting provisions contained in Section 2(a) above, unvested RSUs subject to this Award will automatically and immediately vest in full upon (i) your death or Disability, or (ii) your Retirement or other retirement from service on the Boar...d upon expiration of your term. The Shares issuable pursuant such vesting shall be distributed as provided in Section 3. For purposes of this Agreement, "Retirement" shall be defined as your retirement from service to the Company or any Subsidiary after you reach the age of 65; and "Disability" shall be defined as your permanent and total disability (within the meaning of Section 22(e)(3) of the Code). (2) In the event of a Change in Control, unvested RSUs will be treated in accordance with Section 9 of the Plan. (c) Forfeiture of Unvested RSUs. If your service as a non-employee Director of the Company terminates for any reason (other than by reason of your death, Disability, Retirement or other retirement from service on the Board upon expiration of your term), all then unvested RSUs subject to this Award will be immediately forfeited and you will have no further rights to such unvested RSUs or the Shares represented by those forfeited RSUs. View More

Vesting. Subject to the terms of this Agreement and the Plan, and provided Participant remains continuously an Employee of the Company or one of its Affiliates (the Company and its Affiliates hereinafter referred to as "THG") through the applicable vesting date except as set forth in Section 4 below, the Stock Option shall vest and become exercisable in the following cumulative installments: • As to one third (33.33%) of the total number of Shares, on the first anniversary of the Grant Date; • As to an a...dditional one third (33.33%) of the total number of Shares, on the second anniversary of the Grant Date; and • As to the remaining Shares, on the third anniversary of the Grant Date. On the first two vesting dates set forth above, to the extent the Stock Option would otherwise become vested and exercisable with respect to a fractional Share, such fractional Share shall not vest and the number of Shares becoming vested and exercisable on such vesting date shall be rounded down so that the Stock Option is only exercisable with respect to a whole number of Shares. View More

Vesting. (a) Vesting of the Units shall be based upon periods of service subsequent to the date of award and not on other Qualifying Performance Criteria. Units shall vest in accordance with the following schedule provided that Employee is employed by the Company on the Vesting Date: Vesting DatePercentage of Units VestingCumulative Vesting PercentageAugust 9, 2018100%100% Immediately on and as of each such vesting date (or any earlier vesting date pursuant to Section 2(b) below), the Units shall be conv...erted into shares of Stock under the Plan and the Company shall issue such shares to Employee by means of book entry and shall, upon request of the Employee, issue a certificate representing such shares and Employee shall have all rights of a shareholder of record with respect to such shares from and after such date. Employee shall have neither the right to vote nor the right to receive cash dividends or distributions nor any other rights as a shareholder with respect to the Units prior to the date of vesting. (b) In the event of death, Termination Other Than for Cause, Disability, or Change of Control (in each case, as defined below), all Units not otherwise vested shall immediately become vested. (c) As used herein the following terms have the definitions indicated: i. "Cause" shall have the meaning set forth in the Executive Employment Agreement, effective as of September 13, 2013, by and between the Company and Employee, as may be amended from time to time. ii. "Change of Control" has the meaning set forth in Employee's Employment Agreement with the Company dated September 30, 2013, as amended. iii. "Constructive Termination" shall have the meaning set forth in the Executive Employment Agreement, effective as of September 13, 2013, by and between the Company and Employee, as may be amended from time to time. iv. "Disability" means qualification for disability benefits under the Social Security disability insurance program, or if an employee is determined to be permanently disabled by the Committee in its discretion. v. "Termination Other Than for Cause" means (i) any termination by the Company of Employee's employment with the Company other than a termination for Cause, or (ii) a termination by Employee of Employee's employment with the Company by reason of a Constructive Termination, provided that in either case such termination constitutes a Separation from Service. vi. "Separation from Service" shall have the meaning specified in Treasury Regulation Section 1.409A-1(h) (d) Subject to subsection (b) above, the Employee will forfeit all unvested Units and vesting of Units shall immediately terminate upon the termination of Employee's employment with the Company for any reason or no reason. View More

Vesting. Subject to Section 4, the Restricted Stock shall vest, and have the forfeiture restrictions applicable thereto lapse, as follows: 100% of the Restricted Stock will vest on September 1, 2018 (the "Vesting Date"), subject to the Participant's continued employment with the Company or any of its Affiliates on the Vesting Date; provided, however, that in the event that the Participant's employment with the Company is terminated by the Company without Cause or by the Participant for Good Reason (as de...fined below) prior to the Vesting Date, then, notwithstanding anything herein to the contrary, the Participant shall become vested in a number of shares of the Restricted Stock as set forth below: Date of Termination Vested Restricted Shares (#) Prior to January 1, 2017 253,352 On or after January 1, 2017 but prior to September 1, 2017 506,704 On or after September 1, 2017 760,056 1 For purposes of the foregoing, "Good Reason" shall have the meaning set forth in the Employment Agreement by and among the Company, Eagle Shipping International (USA) LLC and the Participant, dated July 6, 2015. View More

Vesting. (a) Subject to the terms of this Section 2, this Award will vest, if at all, in accordance with the vesting schedule set forth in the Grant Notice. If a Change in Control occurs and as of immediately prior to the effective time of such Change in Control your Continuous Service has not terminated, then, as of the effective time of the Change in Control, the Award will accelerate in full. (b) Except as otherwise described in Section 2(a), (i) vesting of this Award will cease upon the termination o...f your Continuous Service and (ii) upon such termination of your Continuous Service, you will forfeit (at no cost to the Company) any Restricted Stock Units subject to this Award that have not vested as of the date of such termination and you will have no further right, title or interest in such Restricted Stock Units. View More

Vesting. Except as may otherwise be provided herein, the Option shall become nonforfeitable (any Options that shall have become nonforfeitable pursuant to this Section ‎3, the "Vested Options") and shall become exercisable according to the following provisions: (a) General Vesting. (i) one-third of the Options (rounded down to the nearest whole Share, if applicable) shall become Vested Options and shall become exercisable on the [______________]; (ii) one-third of the Options (rounded down to the nearest... whole Share, if applicable) shall become Vested Options and shall become exercisable on the [______________]; and (iii) the remaining Options shall become Vested Options and shall become exercisable on [______________], in each case, subject to Participant not having incurred a Termination of Employment as of the applicable vesting date. (b) Vesting upon Retirement. If Participant incurs a Termination of Employment due to Retirement (as defined below), the Options shall continue to vest and be exercisable according to the terms of this Agreement as though no Termination of Employment had occurred. For the purposes of this Agreement, "Retirement" shall mean Participant's voluntary resignation at a time when (i) Participant is at least 60 years of age and (ii) Participant has been employed by NBHC for no less than 10 years. For the purposes of determining Participant's eligibility for Retirement under this Agreement, if Participant was employed by a company or entity that NBHC acquired or that merged with NBHC, Participant's employment with NBHC shall be deemed to have begun on the closing date of the transaction in which NBHC acquired or merged with such company or entity. (c) Vesting upon Death or Disability. If Participant incurs a Termination of Employment due to death or Disability, or dies following Participant's Termination of Employment due to Retirement, all Options that have not theretofore become Vested Options shall become Vested Options and be exercisable in accordance with Section ‎4. (d) Vesting Following a Change in Control. If, in connection with a Change in Control, Participant is provided with a Replacement Award (as defined in Section 8) and within two years following such a Change in Control, Participant incurs a Termination of Employment without Cause or due to Participant's resignation with Good Reason (as defined in Section ‎12), all of the Options (or other form of Replacement Award) that were not theretofore Vested Options shall become Vested Options (or otherwise vest as applicable to the Replacement Award) and shall be exercisable as of the date of such Termination of Employment. The Option (or other form of Replacement Award) shall remain exercisable, if applicable, as provided in Section ‎4(b). If no Replacement Award is provided in connection with a Change in Control, the outstanding Option shall vest and become exercisable in full in accordance with Section 8. (e) Other Termination of Employment. If Participant incurs a Termination of Employment (i) that is not within two years following a Change in Control or (ii) for any reason other than Retirement, death or Disability, any Options that have not 2 theretofore become Vested Options shall be forfeited by Participant without consideration. View More

Vesting. (a) General. After the close of the Performance Period, but in no event later than 45 days following the last day of the Performance Period, the Committee shall determine and certify the extent to which the Performance Goal has been achieved and will determine the Final Value (if any) of each Performance Unit in accordance with Schedule I. The Performance Units will vest and become non‐forfeitable on the Vesting Date, provided the Grantee has been continuously employed by the Company or a Subsid...iary of the Company at all times from the Grant Date until the Vesting Date. For the avoidance of doubt, if the Committee determines that the Final Value based on the Performance Goal specified in Schedule I is equal to zero, then all Performance Units shall be forfeited. Except as provided in Sections 2(b) or 2(c) below, if the Grantee does not remain continuously employed by the Company or a Subsidiary of the Company until the Vesting Date, the Grantee shall have no rights under this Award and all the Performance Units shall be forfeited as of his or her termination date. (b) Vesting Due to Retirement. Notwithstanding any provision in this Award to the contrary, except as provided in Section 5 below, if the Grantee's employment with the Company and its Subsidiaries terminates due to Retirement (as defined below) prior to the Vesting Date, then, on the Vesting Date, the Grantee will vest in the number of Performance Units determined by multiplying (i) the number of Performance Units and (ii) a fraction, the numerator of which is the number of days that elapsed between the first day of the Performance Period and the date of the Grantee's termination of employment due to Retirement and the denominator of which is the total number of days in the Performance Period. The Final Value (if any) of each Performance Unit will be determined in accordance with Schedule I on the Vesting Date. For purposes of this Award, "Retirement" means the Grantee's voluntary termination of employment on or after the date when the Grantee is at least 60 years old and has at least ten years of continuous service (based on the Grantee's employment with the Company and its Subsidiaries or predecessor companies); provided, however, that if the Committee determines, in its sole discretion, at any time prior to the Vesting Date that the Grantee has taken any action or actions that are detrimental or injurious to the Company or any of its Subsidiaries, then the Grantee's termination of employment shall be treated as a voluntary termination and not Retirement, and as a result the Grantee's Performance Units shall be forfeited as of such determination date. (c) Vesting Due to Death or Disability. Notwithstanding any provision in this Award to the contrary, if the Grantee's employment with the Company and its Subsidiaries terminates due to death or Disability prior to the Vesting Date, then, as of the 2 Grantee's termination date, the Grantee will vest in the Performance Units at the Target Value. View More

Vesting. The Shares shall become vested, and the restrictions on the Shares shall lapse, in accordance with the vesting schedule appendix set forth below the Participant's signature to this Agreement (the last vesting date thereon being referred to as the "Final Vesting Date"), subject to the Participant's continued employment through the applicable vesting date. If the number of Shares is not divisible by three, then no fractional Shares shall vest and the installments shall be as equal as possible with... the smaller installments vesting first, as set forth in the vesting schedule appendix below. View More

Vesting. (a) Except to the extent otherwise provided in paragraph 2(b) or 3 below, the Cash Award shall vest and be payable 100% on March 2, 2018. • (b) Upon the Acceleration Date associated with a Change in Control, the Cash Award, shall, in accordance with the terms of the 2012 PIP, become fully vested.

Vesting. Subject to the provisions of this Agreement, including, without limitation, the following provisions of this Paragraph 4, the total number of Shares subject to this Nonqualified Option shall vest and be exercisable only in accordance with the following schedule: [schedule to be specified] The vested Shares that may be acquired under the Nonqualified Option may be purchased, in whole or in part, at any time after they become vested during the Option Period. In addition, the Committee may accelera...te vesting and the time at which the Nonqualified Option may be exercised, (i) upon the occurrence of a Change in Control in accordance with Paragraph 8 below, or (ii) upon the death, Disability or Retirement of Optionee in accordance with Paragraph 7 below. View More